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1. Multiple Sellers Clause: Required when there are multiple transferors, defining their rights and obligations

2. Encumbrance Discharge: Needed if the shares are currently subject to any liens or encumbrances that need to be discharged

3. Board Approval: Required for private companies where board approval is needed for share transfer

4. Right of First Refusal Waiver: Needed if existing shareholders have waived their right of first refusal

5. Non-Compete and Non-Solicitation: Important when the seller is a key person in the company

6. Regulatory Approval: Required when the transfer needs specific regulatory approvals

7. Foreign Exchange Compliance: Needed when either party is a non-resident Indian or foreign national

8. Pre-Completion Covenants: Required when there's a gap between signing and completion

1. Schedule 1 - Details of the Company: Complete corporate information including registration number, registered office, directors, etc.

2. Schedule 2 - Details of the Sale Shares: Comprehensive list of shares being transferred including share certificate numbers

3. Schedule 3 - Consideration Calculation: Detailed breakdown of how the purchase price was calculated

4. Schedule 4 - Completion Requirements: Checklist of documents and actions required for completion

5. Schedule 5 - Warranties: Detailed list of warranties given by the seller

6. Appendix A - Share Transfer Form: Standard form for transfer of shares (Form SH-4 under Companies Act)

7. Appendix B - Board Resolution: Copy of board resolution approving the transfer (if applicable)

8. Appendix C - Regulatory Approvals: Copies of any required regulatory approvals